What is the value of having a Code of Conduct? In its early days, a Code of Conduct tended to be lawyer-written and lawyer-driven to wave in regulator’s face during an enforcement action as proof of ethical overall behavior. Is such a legalistic code effective? Is a Code of Conduct more than simply your company’s internal law? What should be the goal in the creation of your company’s Code of Conduct?
The three most important things about your compliance program are “Document, Document, and Document.” The same is true in communicating your company’s Code of Conduct. You need to do more than simply put it on your website and tell folks it is there, available and that they should read it. You need to document that all employees, or anyone else that your Code of Conduct is applicable to, has received, read, and understands it. The DOJ expects each company to begin its compliance program with a very publicly announced, very robust Code of Conduct. If your company does not have one, you need to implement one forthwith.
However, your Code of Conduct is not a static document to be put on a shelf and never reviewed again. For just as your compliance program is a living entity; it should be constantly evolving, the same is true for your Code of Conduct. If your company has not reviewed or assessed your Code of Conduct for five years, do so in short order, as much has changed in the compliance world. All of this has become much more clear in the age of Coronavirus. Some of the questions you should begin with include:
- When was the last time your Code of Conduct was revised?
- Have there been changes to your company’s business model since the last revision to the Code of Conduct?
- Have there been changes to relevant laws relating to a topic covered in your company’s Code of Conduct?
- Are any provisions of the Code of Conduct outdated?
- What is the budget to revise your Code of Conduct?
Three key takeaways:
- Every formulation of a best practices compliance program starts with a written Code of Conduct.
- The substance of your Code of Conduct should be tailored to the company’s culture, and to its industry and corporate identity.
- “Document, Document, and Document” your training and communication efforts.